Firm Description
Liberty Street Advisors, Inc. (“LSA,” the “Firm”) is a New York Corporation with its
main office located in New York, New York, and with a branch office in Burlingame,
CA.
LSA is registered with the SEC under the Investment Advisers Act of 1940, as
amended.
1 Since 2007 the Firm has provided investment advisory services to open-end
investment companies registered under the Investment Company Act of 1940, as
amended (the “Investment Company Act”). The services provided by LSA to its open-
end mutual fund clients generally include:
• designing the fund’s initial investment policies and developing evolutionary
changes to such policies as appropriate for presentation to the Board of
Trustees;
• providing overall supervision for the general management and operations of the
funds;
• monitoring and supervising the activities of the sub-advisor for each fund; and
• providing related administrative services.
LSA provides investment advisory services to open-end mutual funds which are part
of the Liberty Street open-end fund family (the “Mutual Funds”) within the series of
Investment Managers Series Trust (the “Trust”), a management investment company
registered under the Investment Company Act. LSA does not provide day-to-day
portfolio management services to the Mutual Funds. It delegates such duties to sub-
advisors pursuant to its ability to do so under the Advisory Agreements it has entered
into with the Mutual Funds. LSA and the sub-advisors have entered into sub-advisory
agreements (the “Sub-advisory Agreements”) pursuant to which LSA pays the
applicable sub-advisor a percentage of the advisory fee LSA receives from each
respective Mutual Fund. LSA and the sub-advisors may also share the cost of certain
expenses related to a fund.
LSA is responsible in each case for monitoring and supervising the investment and
trading activities of the sub-advisor. Clients should refer to the disclosure documents
(Part 2 of Form ADV and any other disclosure Brochure) of each sub-advisor for details
on the advisory services offered by those firms.
Registration statements, reports, and other information regarding the Mutual Funds are
available free of charge from the SEC's EDGAR database on the SEC's internet website
at
http://www.sec.gov.
1 Any reference to Liberty Street Advisors, Inc. being a registered investment adviser does not imply that the
company or any of its management has achieved a certain level of skill or training.
LSA serves as the investment adviser to, and manages the portfolio for, a registered
investment company operating as a closed-end interval fund (the “Interval CEF”).
Registration statements, reports, and other information regarding the Interval CEF are
available free of charge from the SEC's EDGAR database on the SEC's internet website
at
http://www.sec.gov.
LSA also manages the portfolio of a non-U.S. pooled investment vehicle which is not
available for purchase in the U.S (the “Non-U.S. Fund”).
As of December 31, 2023, LSA had total discretionary assets under management of
approximately $1.4 billion. LSA has no non-discretionary accounts under management.
Principal Owners
LSA is employee-owned with the following individuals owning at least 25% but less
than 50% of LSA’s voting securities: Timothy W. Reick, Victor J. Fontana, Sr.,
Raymond A. Hill III, and Scott D. Daniels
While there are no indirect owners of LSA with respect to its voting securities, certain
employees and family trusts own non-voting common stock of the company.
Types of Advisory Services
LSA does not provide individually tailored investment advice to natural persons
(individuals). It does not provide Financial Planning Services, Tax Preparation, Hourly
Planning, or direct Portfolio Management services to individuals. LSA provides
supervisory investment advisory services to the Mutual Funds, for which the Firm is
paid a percentage of a fund’s assets under management. Unaffiliated third-party sub-
advisors manage the day-to-day investment decisions of the Mutual Funds. LSA
compensates the sub-advisors out of the advisory fee LSA receives from the Mutual
Funds in accordance with the applicable sub-advisory
agreements.
For the advisory and portfolio management services it provides to the Interval CEF and
the Non-U.S. Fund, LSA is paid a percentage of the fund's assets under management.
The investment management fees charged by LSA to its registered investment company
clients are subject to negotiation. Accordingly, the fees charged by LSA are
NEGOTIABLE. The fees currently charged to LSA clients are set forth in the
respective registration statements filed with the SEC for each Mutual Fund and for the
Interval CEF. The fees are subject to periodic review and approval by the client and
subject to termination. Fees are negotiated before the services are rendered and payable
only after the services are provided. Fees generally are expressed as a percentage of net
assets of the client fund.
Types of Agreements
LSA has entered into:
• Advisory Agreements with the Mutual Funds and the Interval CEF in which
LSA is paid a percentage of the assets under management for the services it
provides to the funds;
• Sub-advisory Agreements with each sub-advisor for the Mutual Funds,
pursuant to which LSA pays the sub-adviser a percentage of the fee LSA
receives from each respective Mutual Fund; and
• Expense Limitation Agreements with the Mutual Funds and the Interval CEF
pursuant to which LSA agrees to waive its fee and/or absorb fund expenses to
ensure total annual fund operating expenses are capped at agreed-to amounts.
Advisory Service Agreements
(1) Mutual Funds. Under the Firm’s current Advisory Agreements with the Mutual
Funds, LSA provides supervisory investment advisory services. Such services
include:
• designing the fund’s initial investment policies and developing evolutionary
changes to such policies as appropriate for presentation to the Board of
Trustees;
• providing overall supervision for the general management and operations of the
funds;
• monitoring and supervising the activities of the sub-advisor for each fund; and
• providing related administrative services
Each Mutual Fund is also subject to applicable expense limitation agreements whereby
LSA waives and/or absorbs fund expenses to ensure total annual fund operating
expenses are capped at agreed-to amounts. Information about the fees and expenses can
be found in the registration statements.
(2) Interval CEF. Under the Firm’s current Investment Advisory Agreement with the
Interval CEF, LSA acts as the investment adviser to implement the fund’s investment
strategy.
The Interval CEF is also subject to an expense limitation agreement whereby LSA
waives and/or absorbs fund expenses to ensure total annual fund operating expenses
are capped at agreed-to amounts. Information about the fees and expenses can be found
in the Interval CEF’s registration statements.
Sub-Advisory Agreements
LSA provides supervisory investment advisory services to the Mutual Funds for which
it acts as investment advisor, and delegates the day-to-day investment portfolio
decisions for each fund to a sub-advisor. Accordingly, the sub-advisors for the Mutual
Funds furnish investment advisory services, which include making the decisions with
respect to the purchases and sales of securities and other investment assets in the fund
to the extent that such authority is delegated by LSA in the Sub-advisory Agreement.
LSA compensates the sub-advisors out of the advisory fee LSA receives from the
Mutual Funds, in accordance with the applicable sub-advisory agreements.
Termination of Agreements
LSA Advisory Agreements may be terminated with respect to the Mutual Funds at any
time by the Trust, without the payment of any penalty, upon giving LSA 60 days’ notice
provided that such termination by the Trust shall be directed or approved by the vote
of a majority of the Trustees of the Trust or by the vote of the holders of a majority of
the voting securities of a fund, or by the Advisor on 60 days written notice, or
immediately in the event of its assignment.
The Interval CEF may at any time, without payment of any penalty, terminate the
fund’s Advisory Agreement upon sixty (60) days’ prior written notice to LSA, either
by majority vote of the Interval CEF’s Board or by the vote of a majority of the
outstanding voting securities of the Interval CEF. LSA may at any time, without
payment of penalty, terminate the Advisory Agreement upon sixty (60) days’ prior
written notice to the Interval CEF.